The primary goal of Project V of the MIDUS Refresher is to add to our sample size so that we can examine the neural bases and psychophysiological expression of individual differences in emotional reactivity and regulation and determine how these processes vary with age, SES, gender, ethnicity and economic adversity. Fundamental mechanisms of emotional reactivity and emotion regulation underlie a substantial portion of the variance in both vulnerability to psychopathology and resilience. For the first time, with the additional sample size afforded by the MIDUS refresher cohort, we can determine age, SES, gender and ethnicity differences in these processes using psychophysiological and imaging measures. The protocol to be utilized is based upon our MIDUS II procedures and involves two laboratory sessions, one during which psychophysiological measures are obtained and the second during which structural and functional MRI measures are collected. A number of extremely promising findings have emerged in the MIDUS II data, including new findings on relations between measures obtained in this project and every other project in MIDUS 11, but limitations of sample size preclude a systematic examination of age, SES, gender and ethnicity as contributing factors in modulating these critical features of brain function and structure. We propose to add 200 respondents from the MIDUS refresher cohort in the Wisconsin region, approximately 67 of whom will be African-Americans from the Milwaukee area. Based upon our currently available data, we hypothesize that age, gender and ethnicity will contribute importantly to variation in mechanisms of emotional reactivity and emotion regulation. These new data will add highly novel information to our understanding of the brain bases of emotional reactivity and emotion regulation and will help to provide mechanistic insights concerning how psychosocial factors might actually modulate brain function in ways that affect peripheral biology and ultimately health.